Exhibit 10.37
July 26, 1999
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Excite@Home Network
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▇▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇
RE: EVCI and Excite@Home Marketing Alliance
Dear ▇▇▇▇▇,
This letter outlines and confirms the terms of the EVCI and Excite@Home
Alliance/Partnering agreement.
Excite@Home is the leading provider of broadband Internet access and interactive
services, providing advertisers with multimedia-rich online advertising and
marketing opportunities and distributing high-speed interactive services to
residences and business.
The Excite portal is an award-winning destination that reaches one of the
largest audiences on the Web, with over 38 million registered customers
providing exceptional targeted advertising opportunities.
EVCI is the leading provider of live interactive two-way video conferenced
distance learning providing access to accredited college courses and degree
programs, test prep and liscencing programs and training from multiple
educational providers.
By providing Excite@Home high-speed Internet customers access to programs
offered by EVCI's educational providers via interactive video conferenced
distance learning (IVC/DL), EVCI will be helping Excite@Home achieve its mission
"to provide high-speed, fully integrated, multimedia services, which will
revolutionize the way people interact with information and each other at home
and at work".
Providing Excite@Home consumers, cable subscribers and others access to programs
offered by EVCI's educational providers over Excite@Home's high-speed Internet
network via interactive video conferenced distance learning (IVC/DL), will
provide a compelling reason for Excite members, cable subscribers and others to
order @Work's high-speed Internet service.
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EVCI and Excite@Home will market and promote EVCI and EVCI offerings through-out
the @Home broadband portal and the ▇▇▇▇▇▇.▇▇▇ property, thereby educating @Home
an ▇▇▇▇▇▇.▇▇▇ customers about EVCI and it's capabilities, drive early @Home
adopters to EVCI to register for college courses, degree programs and training
programs and provide a compelling content reason for the Excite portal users to
up-grade to the @Home Networks high speed Internet service.
EVCI's initial offering to @Home high-speed Internet customers and ▇▇▇▇▇▇.▇▇▇
users will bundle (1) compelling educational and training content, (2) a Dell
Pentium III 500 mg PC video enabled with an Intel Proshare 500 videoconferencing
system and custom distance education front software and (3) @Work Remote high
speed Internet service over cable and @Work Internet DSL where available.
Students registering for one of bundled EVCI's Fast-Track cohort programs will
receive the video enabled computer free and the @Work Remote high speed Internet
service free while they are enrolled in the program.
Additionally, EVCI will mass market its bundled cohort program in major
metropolitan markets in newspapers, radio, cable TV, and bus shelter and
billboard ads. EVCI's will rollout its mass marketing campaign in the NY metro
market followed by NJ, Washington DC, Baltimore, Pittsburgh and Philadelphia.
The term of the agreement shall be 5 years from execution, and renew for 1
additional year on each anniversary of the execution date of this agreement.
Advertising on the @Home and Excite portals:
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The EVCI campaign on @Home will initially target the @Home subscriber base
within AT&T, Comcast, and Cox systems. The first six (6) week period of the
campaign will include 2,000,000 General Rotation half banner impressions and
1,375,000 General Rotation half b*box impressions. Two weeks prior to the end of
the initial 6 weeks campaign period, and each month thereafter during the term
of the Alliance, EVCI will advise @Home of the number impressions to be run
during the next 4 week period of the campaign.
The EVCI campaign on the Excite portal will be on a targeted base. The number
and placement of impressions to be run on the Excite portal during the initial 6
week period TBD by EVCI within 2 weeks. Thereafter, EVCI will advise Excite@Home
on a monthly basis the number and placement of impressions to be run on the
▇▇▇▇▇▇.▇▇▇ portal during the following month.
Design, Creative Direction & Program Development:
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@Home's Media Services team will team will partner with EVCI to initially
develop two unique campaign executions that are designed to drive traffic and
interest, raise brand awareness and merchandise EVCI's bundled offerings of
educational content, video enable computer and the @WorkRemote high-speed
Internet service. This component includes Broadband/Rich Media consulting;
storyboard, creative concept development;
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art direction, creation of interface; design and production of ad units; and
quality assurance testing.
Investment
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EVCI's investment for Excite@Home's initial creative services described above,
not to exceed $20,000 Net, will be based on a 50% discount. Additional creative
services requested by EVCI during the first three months of the campaign will be
eligible for a 50% discount; thereafter-additional creative services requested
by EVCI will be subject to a 35% discount.
▇▇▇▇'s investment for the @Home portal portion of the campaign during the first
6 week period for the 3,375,000 total impressions will be $75,000 Net (2,000,000
1/2 banner impressions at cost: $10cpm; 1,375,000 b*box impression at cost:
$40cpm). Additional 1/2 banner and b*box impressions requested by EVCI during
the remainder of the first three months of the campaign will be priced at cost
($10cpm and $40cpm respectively); thereafter additional impressions requested by
EVCI will be based on cost plus 20%.
▇▇▇▇'s investment for Excite media buys requested by EVCI during the first three
months of the campaign will be based @Work's internal cost thereafter additional
media impressions on Excite requested by EVCI will be based on cost plus 20%.
@Work, the business division of Excite@Home, has agreed to contribute $20,000 to
the cost of the EVCI campaign on the Excite portal and @Home Network.
@Work Access Services Volume Discount Schedule
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@Work will be EVCI's preferred provider of high speed Internet services for all
bundled sales generated from advertising on the @Home portal, the Excite portal
and parallel advertising EVCI runs in traditional media bundling any Exite@Home
high-speed Internet service.
The following discount schedule shall apply for when EVCI bundles @Home/@Work's
high-speed Internet service via Hybrid Fiber Coax and DSL:
- Hybrid Fiber Coax (HFC): EVC shall receive a 10% discount from list price
for monthly recurring fees. No discount for installation fees shall apply.
- DSL, Fractional T-1, Full T-1, and all other Multi-megabit services: EVCI
shall receive discounts of 10% of Monthly Recurring Charges (MRC) for the
total Monthly Recurring Charges up to $25,000 per month, 15% for MRC from
$25,001 to $100,000, and 20% over $100,000. EVCI shall receive discounts of
25% of Non Recurring Charges (NRC) for the total Non Recurring Charges up
to $25,000 per month, 25% for NRC from $25,001 to $100,000, and 30% for NRC
over $100,000.
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@Work Co-Marketing Commitment
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@Work will contribute 10% of the MRC from all non-HFC services collected from
the previous quarter for targeted marketing specific to advancing additional
@Work connections to end customers. @Work will attempt to get MSO participation
for additional marketing support and discounts for HFC Access Services.
Everyone at EVCI is excited about working with Excite@Home and are convinced
that the EVCI and Excite@Home alliance bundling educational content with
high-speed Internet service, will provide a compelling motivation that advances
additional connections for @Work and registrations for EVCI.
Please confirm your agreement with the terms and conditions of the EVCI and
Excite@Home alliance outlined above by signing and returning an original of this
letter by overnight mail and returning a copy by fax.
Very truly yours,
/s/ ▇▇. ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
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▇▇. ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇
Chairman & CEO
Accepted and Agreed To:
EDUCATIONAL VIDEO Excite@Home
CONFERENCING, INC.
By: /s/ ▇▇. ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
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Name: ▇▇. ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇
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Title: Chairman and CEO Title: Dir., Regional & Strategic Accounts
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Date: August 6, 1999 Date: 7/30/99
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